FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549


[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 (FEE REQUIRED)

                  For the fiscal year ended:  December 31, 2000
                                  --------------

                        Commission File number:  33-96292
                                  --------------

                        Fremont Fund, Limited Partnership
                       -----------------------------------
               (Exact name of registrant as specified in charter)

           Indiana                                   35-1949364
--------------------------------         ------------------------------------
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

                                  5916 N. 300 West
                                 Fremont, IN  46737
                           ------------------------------
                     (Address of principal executive offices)

                                  (219) 833-1306
                                  --------------
                           Registrant's telephone number

Securities registered pursuant to Section 12(b) of the Act:

  Title of each class.       Name of each exchange on which registered.
  --------------------       ------------------------------------------
  None                       None

         Securities registered pursuant to Section 12(g) of the Act:

                    Units of Limited Partnership Interest
                    -------------------------------------
                               (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.   Yes [   ]   No [ X ]

Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Sect 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.     [  ]

State the aggregate market value of the voting stock held by non-affiliates
of the registrant.  The aggregate market value shall be computed by reference
to the price at which the stock was sold, or the average bid and asked prices
of such stock, as of a specified date within 60 days prior to the date of
filing.       None

There is no market for the Units of Partnership interests and none is expected
to develop.  This is a commodity pool.  The Units are registered to permit the
initial sale of Units at month end net asset value.

Documents Incorporated by Reference

Audited Financial Statements for Registrant filed with the United States
Securities and Exchange Commission within 90 days of each of the years ended
December 31, 1996, 1997, 1998 and 1999 at Registration No. 33-96292.

Registration Statement and all amendments thereto filed with the United
States Securities and Exchange Commission at Registration No. 33-96292,
particularly the Prospectus dated August 12, 1996, as amended by its post
effective amendments, are incorporated by reference to Parts I, II, III, and
IV.

                                   PART I

Item 1.  Business

On August 12, 1996, Registrant, through the efforts of its General Partner,
commenced the sale of Limited Partnership Units at the price established by
the General Partner of $1,000 per Unit.  The Units were sold and continued to
be offered through World Invest Corporation, a National Association of
Securities Dealers, Inc. registered broker dealer.  In November, 1996, upon
the sale of a total of $600,000 in face amount of Units, the Registrant
terminated the escrow established to collect the initial sales proceeds and
commenced its principal business, the trading of commodities.

From January 1, 2000 to June, 2000, pursuant to the terms of the Limited
Partnership Agreement, Registrant engaged in the business of speculative
trading of commodity futures and options markets through the services of its
commodity trading advisor, Bell Fundamental Futures, LLC (the "CTA").

In July, 2000, the General Partner instructed the CTA to cease trading, in
August, 2000 all trading stopped, and the Partners Units were distributed,
less reserves for expenses, without penalty.  The Registrant does not expect
to engage in any future business other than to wind up its affairs and cause
its dissolution pursuant to Indiana law.

None of the purchasers of Limited Partnership Units have had a voice in the
management of the Partnership.  Reports of the Net Asset Value of the
Partnership have been sent to all purchasers of Units at the end of each
month.  The General Partner provided its management services for a management
fee of two percent (2%) per year payable at the rate of one-sixth of one
percent (1/6th of 1%) per month.

Futures Investment Company, an introducing broker which is Affiliated with
the General Partner, provided all clearing costs, including pit brokerage
fees, which include floor brokerage, NFA and exchange fees for one percent
(1%) of total equity per month [twelve percent (12%) per year] on deposit at
ABN AMRO, the independent futures commission merchant selected by the General
Partner to hold the funds of the partnership.

The Commodity Futures Exchange Commission, pursuant to the Commodity Exchange
Act, regulates the business of the Partnership.  These legal safeguards are
not intended to protect investors from the risks inherent in the trading of
commodities.  The trading of commodities is highly speculative and risky.
For a complete description of the risks and regulation of the business of the
Partnership, see the Registration Statement for the partnership on file with
the Securities and Exchange Commission at No. 33-96292, particularly the
Prospectus dated August 12, 1996, as amended by its post effective
amendments, which are incorporated herein by reference.

Item 2.  Properties

Registrant has redeemed all of the Partners' equity in the Partnership,
except for a small reserve for winding up the Partnership's affairs
maintained in a bank account at a commercial bank.

Item 3.  Legal Proceedings

There have been no legal proceedings against the Registrant, its General
Partner, or any of its Affiliates, directors or officers.  Neither the
commodity trading advisor nor the commodity futures commission merchant
selected by the Registrant have had any legal proceedings against them, any
of its Affiliates, directors or officers which would materially effect the
operation of the Registrant or its business.

The Registrant is not aware of any threatened or potential claims or legal
proceedings to which the Registrant is a party or to which any of its assets
are subject.

Item 4.  Submission of Matters to a Vote of Security Holders

No matters occurred during the period from December 31, 1999 to December 31,
2000 or to the date of filing of this Form 10-K which were submitted to or
required a vote of the Partners.   The corporate General Partner has
performed all of the day-to-day management of the Registrant.  The Limited
Partners, (sic the Security Holders), have no right to participate in the
management of the Partnership.  All of their voting rights, as defined in the
Partnership Agreement, were limited to the selection of the General Partner,
amendments to the Partnership Agreement, and other similar decisions.

                                  PART II

Item 5.  Market for Registrant's Limited Partnership Units

The Partnership desires to be taxed as a partnership and not as a
corporation.  In furtherance of this objective, the Partnership Agreement
requires a security holder to obtain the approval of the General Partner
prior to the transfer of any Units of Partnership interest.  Accordingly,
there is no market for the Units and none is likely to develop.  The Partners
must rely upon the right of Redemption provided in the Partnership Agreement
to liquidate their interest.

The Partnership has always had less than 300 holders of its securities.
Partners are required to represent to the issuer that they are able to
understand and accept the risks of investment in a commodity pool for which
no market will develop and the right of redemption will be the sole expected
method of withdrawal of equity from the Partnership.  See the Prospectus
dated August 12, 1996, as amended by its post effective amendments,
particularly the Partnership Agreement attached as Exhibit A, incorporated
herein by reference, for a complete explanation of the right of redemption
provided to Partners.

Item 6.  Selected Financial Data

Registrant is not required to pay dividends or otherwise make distributions
and none are expected.  The Partners must rely upon their right of redemption
to obtain their return of equity after consideration of profits, if any, and
losses from the Partnership.  See the Prospectus dated August 12, 1996, as
amended by its post effective amendments, incorporated herein by reference,
for a complete explanation of the allocation of profits and losses to a
partners capital account.

Following is a summary of certain financial information for the Registrant
for the period from  January 1, 2000 to December 31, 2000.
                                                                    2000
Realized Gain (Loss) From Trading In Futures                   $  51,131
Change in Unrealized Gains (Losses) on Open Contracts              4,125
Interest Income                                                   16,989
Management Fees                                                  (17,009)
Incentive Fees                                                    (3,002)
Net Income (Loss)                                                (10,963)
General Partner Capital                                                0
Limited Partner Capital                                                0
Total Partnership Capital                                              0
Net Income (Loss) Per General Partner Unit                        (16.56)
Net Income (Loss) Per Limited Partner Unit                        (15.25)
 Net Asset Value Per Unit At End of Year                               0
----------------

Item 7.  Management's Discussion and Analysis of Financial Condition and
Results of Operation.

The initial start-up costs attendant to the sale of partnership interests by
use of a Prospectus that was filed with the Securities and Exchange
Commission are substantial.  The results of the partial year 1996 reflected
the absorption of these costs by the Partnership.

The Partnership Agreement grants the right to the General Partner to select
the trading advisor or advisors and to otherwise manage the operation of the
Partnership.  See the Prospectus dated August 12, 1996, as amended by its
post effective amendments, incorporated by reference herein, for an
explanation of the operation of the Partnership.

The General Partner elected to terminate the Partnership and wind-up its
affairs.  All remaining equity, less reserves for expenses, will be
distributed to the Partners in an amount equal to their percentage interest
in the Partnership.

Item 8.  Financial Statements and Supplementary Data.

The Partnership financial statements as of December 31, 2000, were prepared
by James Hepner, certified public accountant, 1824 N. Normandy, Chicago, IL
60635 and were audited by Frank L. Sassetti & Co., Certified Public
Accountants, 6611 West North Avenue, Oak Park, IL 60302, were sent to each
Partner, and are incorporated herein by reference and are provided in this
Form 10-K.

Item 9.  Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure.

No disagreements with the accountants identified in Item 8 above or any other
experts selected by the Partnership in regard to the Prospectus dated August
12, 1996, as amended by its post effective amendments, or the financial
statements have occurred since the formation of the Partnership on October
13, 1994, to the date of filing of this Form 10-K.

                                   PART III

Item 10.  Directors and Executive Officers of the Registrant

The Registrant is an Indiana Limited Partnership that acts through its
corporate general partner.  Accordingly, the Registrant has no Directors or
Executive Officers.

The General Partner of the Registrant is Pacult Asset Management,
Incorporated, a Delaware corporation.  The General Partner is registered as a
commodity pool operator pursuant to the Commodity Exchange Act and Ms. Shira
Del Pacult, age 44, is its sole shareholder, director, registered principal,
and executive officer.  The background and qualifications of Ms. Pacult are
disclosed in the Prospectus dated August 12, 1996, as amended by its post
effective amendments, incorporated herein by reference.  Ms. Pacult is also a
registered representative with Futures Investment Company, the broker dealer
which served as underwriter of the "best efforts" offering of the Units.

Since April 1998, the General Partner has operated a separate, privately
offered commodity pool called Auburn Fund, Limited Partnership.  Ms. Pacult
is also the principal of the general partner of two other publicly offered
commodity pools, Atlas Futures Fund, Limited Partnership, which commenced
business in October, 1999 and Bromwell Financial Fund, LP, which commenced
business in July, 2000.

Item 11.  Executive Compensation.

The Registrant has paid its General Partner a management fee of two percent
(2%) per year, payable monthly, to serve the Partnership in an executive
capacity.   All operating costs related to management of the Partnership,
including compensation to Ms. Pacult, were paid from that management fee.
Since the redemption of all Partner capital, no management fee has been paid
to the General Partner.

Ms. Pacult has also earned compensation from the sale of the Units through
the Affiliated selling broker and from the fixed commissions paid by the
Partnership to the Affiliated introducing broker.  The amounts paid to the
affiliated companies that resulted in compensation to Ms. Pacult are
disclosed in the Prospectus dated August 12, 1996, as amended by the post
effective amendments, which are incorporated herein by reference.

Item 12.  Security Ownership of Certain Beneficial Owners and Management.

(a) No Partner owns more than five percent (5%) of the total equity of the
Partnership.

(b) Pursuant to the terms of the Partnership Agreement and the offering, the
General Partner must maintain no less than one percent (1%) of the total
equity of the partnership.  As of December 31, 2000, the General Partner
owned no Units of Limited Partnership interests as there was no Partnership
equity.

(c) The Limited Partnership Agreement governs the terms upon which control of
the Partnership may change.  No change in ownership of the Units will, alone,
determine the location of control.  A vote of the limited partners is
required to change the control from the General Partner to another general
partner.  Control of the management of the Partnership may never vest in one
or more Limited Partners.  There were no changes in control of the
Partnership from inception of operations to the date of the filing of this
Form 10-K.

Item 13.  Certain Relationships and Related Transactions.

The General Partner has had sole discretion over the selection of trading
advisors.  The Affiliated introducing broker was paid a fixed commission for
trades and, therefore, the General Partner had a potential conflict in the
selection of a trading advisor who makes few trades rather than produces
profits for the Partnership.  This conflict and others are fully disclosed in
the Prospectus dated August 12, 1996, as amended by its post effective
amendments, which are incorporated herein by reference.

PART IV

Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.

(a)   1. Financial Statements

      See Index to Financial Statements for the period ended December 31, 2000.

      The Financial Statements begin on page F-1.

(b)   2. Financial Schedules

      Not applicable, not required, or included in the Financial Statements.

(c)   3. Exhibits.

Incorporated by reference from Form S-1, and all amendments at file No. 33-
96292 previously filed with the Washington, D. C. office of the Securities
and Exchange Commission, particularly, the Prospectus dated August 12, 1996,
as amended by  its post effective amendments.

(d)   Reports on Form 8-K:  none

(e)   Exhibits filed herewith:  none

(f)   Financial Schedules filed herewith:  not applicable, not required or
included with the financial statements

                                  SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Form 10-K for the
period ended December 31, 2000, to be signed on its behalf by the undersigned,
thereunto duly authorized.

Registrant:                         Fremont Fund, Limited Partnership
                                    By Pacult Asset Management, Inc.
                                    Its General Partner


Date: March 30, 2001                By: s/ Shira Del Pacult
                                        Ms. Shira Del Pacult
                                        Sole Director, Sole Shareholder
                                        President and Treasurer

*******************************************************************************
                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        YEARS ENDED DECEMBER 31, 2000,
                                1999 AND 1998
                       (With Auditors' Report Thereon)





















                               GENERAL PARTNER:
                        Pacult Asset Management, Inc.
                               5916 N. 300 West
                            Fremont, Indiana 46737


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                 YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998




                              TABLE OF CONTENTS

                                                           Page

Independent Auditors' Report                               F - 1

Financial Statements -
  Balance Sheet                                            F - 2

  Statement of Operations                                  F - 3

  Statement of Partners' Equity                            F - 4

  Statement of Cash Flows                                  F - 5

  Notes to Financial Statements                        F - 6 - F - 10






To The Partners
Fremont Fund, Limited Partnership
Fremont, Indiana

Independent Auditors' Report


      We have audited the accompanying balance sheet of FREMONT FUND, LIMITED
PARTNERSHIP as of December 31, 2000, and 1999 and the related statements of
operations, partners' equity and cash flows for each of the three years in
the period ended December 31, 2000.  These financial statements are the
responsibility of the Partnership's management.  Our responsibility is to
express an opinion on these financial statements based on our audits.

      We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management,  as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

      In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of  FREMONT FUND,
LIMITED PARTNERSHIP as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for each of the three years in the period ended
December 31, 2000 in conformity with generally accepted accounting
principles.



Accountants:                          Frank L. Sassetti & Co.
                                      Certified Public Accountants


Date:   March 25, 2001	              By: /s/ Frank L. Sassetti & Co.
                                          Frank L. Sassetti & Co.
                                          Certified Public Accountants

*******************************************************************************
                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        YEARS ENDED DECEMBER 31, 2000,
                                1999 AND 1998
                       (With Auditors' Report Thereon)





















                               GENERAL PARTNER:
                        Pacult Asset Management, Inc.
                               5916 N. 300 West
                            Fremont, Indiana 46737


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                 YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998




                              TABLE OF CONTENTS

                                                           Page

Independent Auditors' Report                               F - 1

Financial Statements -
  Balance Sheet                                            F - 2

  Statement of Operations                                  F - 3

  Statement of Partners' Equity                            F - 4

  Statement of Cash Flows                                  F - 5

  Notes to Financial Statements                        F - 6 - F - 10






To The Partners
Fremont Fund, Limited Partnership
Fremont, Indiana

Independent Auditors' Report


      We have audited the accompanying balance sheet of FREMONT FUND, LIMITED
PARTNERSHIP as of December 31, 2000, and 1999 and the related statements of
operations, partners' equity and cash flows for each of the three years in
the period ended December 31, 2000.  These financial statements are the
responsibility of the Partnership's management.  Our responsibility is to
express an opinion on these financial statements based on our audits.

      We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management,  as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

      In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of  FREMONT FUND,
LIMITED PARTNERSHIP as of December 31, 2000 and 1999, and the results of its
operations and its cash flows for each of the three years in the period ended
December 31, 2000 in conformity with generally accepted accounting
principles.



Accountants:                          Frank L. Sassetti & Co.
                                      Certified Public Accountants


Date:   March 25, 2001	              By: /s/ Frank L. Sassetti & Co.
                                          Frank L. Sassetti & Co.
                                          Certified Public Accountants


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                                BALANCE SHEET

                          DECEMBER 31, 2000 AND 1999

ASSETS


                                                    2000(Note 9)    1999

  Cash (Note 7)                                     $             $   6,824
  Accrued interest receivable                                         2,479
  Equity in Commodity Futures Trading Accounts -
  Cash (Note 6)                                                     604,508
  Net unrealized gain (loss) on open
  commodity futures  contracts (Note 8)                              (4,125)

                                                    $              $609,686

                       LIABILITIES AND PARTNERS' EQUITY

LIABILITIES
  Accrued commissions payable                       $              $  1,555
  Accrued management and incentive fees payable                       2,903
  Accrued accounting fees payable                                     2,339
  Accrued auditing fees payable                                       6,845
  Partner redemptions payable                                        28,249

          Total Liabilities                                          41,891

PARTNERS' CAPITAL
  Limited partners  (0 units and 851.57 units
    in 2000 and 1999, respectively)                                 548,391
  General partner (0 units and 30.13 units
    in 2000 and 1999, respectively)                                  19,404

          Total Partners' Capital                                   567,795


                                                    $              $609,686











                 The accompanying notes are an integral part
                         of the financial statements.
                                    F - 2


                           STATEMENT OF OPERATIONS

               FOR YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

                                            2000        1999        1998

REVENUES
  Realized gain from trading
   in futures                            $  51,131   $  89,220    $  11,037
  Realized gain from trading options                     2,390       20,482
  Realized gain (loss) on exchange rate
   fluctuation                                              31         (367)
  Changes in unrealized gains (loss) on
   open commodity futures contracts          4,125      (4,125)       2,880
  Interest Income                           16,989      23,546       37,716
  Redemption penalty income                              4,281        4,276

                                            76,526     111,062       76,024

EXPENSES
  Commissions                               32,642      60,669       90,478
  Management fees                           17,009      26,645       46,097
  Incentive fees                             3,002       6,748        4,390
  Professional accounting and legal fees    34,110      32,292       26,582
  Other operation and administrative
   expenses                                    726       1,644          445
  Amortization of organization costs                                    915

             Total Expenses                 87,489     127,998      168,907

NET INCOME (LOSS)                        $ (10,963)  $ (16,936)   $ (92,883)

NET INCOME (LOSS) -
  Limited partnership unit               $  (15.25)  $  (20.03)   $  (91.71)

  General partnership unit               $  (16.56)  $  (40.13)   $  (51.81)

















                 The accompanying notes are an integral part
                         of the financial statements.
                                    F - 3


                      FREMONT FUND, LIMITED PARTNERSHIP
                      ( An Indiana Limited Partnership)

                        STATEMENT OF PARTNERS' EQUITY
               FOR YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

                    LIMITED PARTNERS  GENERAL PARTNERS TOTAL PARTNERS' EQUITY
                      Amount   Units   Amount   Units      Amount   Units
Balance -
December 31, 1997  $932,082    1,207  $  22,174     30   $954,256     1,237

Withdrawals of
 327 units         (238,865)    (327)                    (238,865)     (327)

Net loss            (91,322)             (1,561)          (92,883)

Balance -
December 31, 1998   601,895      880     20,613     30    622,508       910

Additions of
 331 units          199,321      331                      199,321       331

Withdrawals of
 359 units         (237,098)    (359)                    (237,098)     (359)

Net loss            (15,727)             (1,209)          (16,936)

Balance -
 December 31, 1999  548,391      852     19,404     30    567,795       882

Additions of
 15 units             9,183       15                        9,183        15

Withdrawals of
 897 units         (547,110)    (867)   (18,905)   (30)  (566,015)     (897)

Net loss            (10,464)               (499)          (10,963)

Balance -
December 31, 2000  $                  $                  $













                 The accompanying notes are an integral part
                         of the financial statements.
                                    F - 4


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)
                           STATEMENT OF CASH FLOWS

               FOR YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998

                                                   2000      1999      1998
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                             $(10,963) $(16,936) $(92,883)
  Adjustments to reconcile net income (loss) to
   net cash provided by operating activities -
    Amortization of organization costs                                   915
    Changes in operating assets and
     liabilities -
      Equity in Commodity Futures
       Trading Accounts                          600,383  (525,940)   39,271
      Accrued interest receivable                  2,479      (418)    6,693
      U.S. Treasury Obligations                            553,832   279,328
      Prepaid commissions                                    1,658    (1,658)
      Accrued commissions payable                 (1,555)    1,555   (12,666)
      Management and incentive fees payable       (2,903)   (3,411)     (230)
      Accounting fees payable                     (2,339)    1,033      (717)
      Auditing fees payable                       (6,845)    5,350    (2,005)
      Due to partners                            (28,249)   17,987    (3,321)

         Net Cash Provided by
          Operating Activities                   550,008    34,710   212,727


CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from sale of units, net of sales
   commissions                                     9,183   218,746
  Syndication and registration costs                       (19,425)
  Partner redemptions                           (566,015) (237,098) (238,865)

         Net Cash Used in
          Financing Activities                  (556,832)  (37,777) (238,865)

NET DECREASE IN CASH                              (6,824)   (3,067)  (26,138)

CASH
  Beginning of period                              6,824     9,891    36,029

  End of period                                 $         $  6,824  $  9,891









                 The accompanying notes are an integral part
                         of the financial statements.
                                    F - 5


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 2000, 1999 AND 1998

1.    NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

      Fremont Fund, Limited Partnership (the Fund) was formed January 12,
1995.  The Fund was engaged in the speculative trading of futures contracts
in commodities.  Pacult Asset Management, Inc. was the general partner and
commodity pool operator of Fremont Fund, Limited Partnership.  The commodity
trading advisor (CTA) was Bell Fundamental, who had the authority to trade so
much of the Fund's equity as was allocated to it by the General Partner.
During August of 2000, the general partner and commodity pool operator
decided to close the Fund.  All partners were paid out their distributive
shares.  About $25,000 was left in the Fund to cover expected costs to close
out the Fund. Subsequent to the balance sheet date a residual check was paid
to all partners of record on August 31, 2000.

      Income Taxes - In accordance with the generally accepted method of
presenting partnership financial statements, the financial statements do not
include assets and liabilities of the partners, including their obligation
for income taxes on their distributive shares of the net income of the Fund
or their rights to refunds on its net loss.

      Registration Costs - Costs incurred for the initial filings with
Securities and Exchange Commission, Commodity Futures Trading Commission,
National Association of Securities Dealers, Inc., National Futures
Association (the "NFA") and the states where the offering was made and
secondary registration costs were accumulated, deferred and charged against
the gross proceeds of offering at the respective closings.  Recurring
registration costs were charged to expense as incurred.

      Revenue Recognition - Commodity futures contracts were recorded on the
trade date and were reflected in the balance sheet at the difference between
the original contract amount and the market value on the last business day of
the reporting period.

      Market value of commodity futures contracts was based upon exchange or
other applicable market best available closing quotations.

      Use of Accounting Estimates - The preparation of financial statements
in conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and liabilities
at the date of the financial statements and reported amounts of revenues and
expenses during the reporting period.  Actual results could differ from these
estimates.





                                    F - 6


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 2000, 1999 AND 1998

1.    NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

      Statement of Cash Flows - Net cash provided by operating activities
includes no cash payments for interest or income taxes for the years ended
December 31, 2000, 1999 and 1998,  since the Fund has no debt nor pays
federal income taxes.  For purposes of the Statement of Cash Flows, the Fund
considers only cash and money market funds to be cash equivalents.

2.    GENERAL PARTNER DUTIES

      The responsibilities of the General Partner, in addition to directing
the trading and investment activity of the Fund, included executing and
filing all necessary legal documents, statements and certificates of the
Fund, retaining independent public accountants to audit the Fund, employing
attorneys to represent the Fund, reviewing the brokerage commission rates to
determine reasonableness, maintaining the tax status of the Fund as a limited
partnership, maintaining a current list of the names, addresses and numbers
of units owned by each Limited Partner and taking such other actions as
deemed necessary or desirable to manage the business of the Partnership.

3.    THE LIMITED PARTNERSHIP AGREEMENT

      The Limited Partnership Agreement provided, among other things, that

      Capital Account - A capital account shall be established for each
partner.  The initial balance of each partner's capital account shall be the
amount of the initial contributions to the partnership.

      Monthly Allocations - Any increase or decrease in the Partnership's net
asset value as of the end of a month shall be credited or charged to the
capital account of each Partner in the ratio that the balance of each account
bears to the total balance of all accounts.

      Any distribution from profits or partners' capital will be made solely
at the discretion of the General Partner.

      Allocation of Profit and Loss for Federal Income Tax Purposes - As of
the end of each fiscal year, the Partnership's realized capital gain or loss
and ordinary income or loss shall be allocated among the Partners, after
having given effect to the fees of the General Partner and the Commodity
Trading Advisors and each Partner's share of such items are includable in the
Partner's personal income tax return.






                                    F - 7


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 2000, 1999 AND 1998

3.    THE LIMITED PARTNERSHIP AGREEMENT - CONTINUED

      Redemption - No partner may redeem or liquidate any units until after
the lapse of six months from the date of the investment.  Thereafter, a
Limited Partner may withdraw, subject to certain restrictions, any part or
all of his units from the partnership at the net asset value per unit on the
last day of any month on ten  days prior written request to the General
Partner.  A redemption fee payable to the partnership of a percentage of the
value of the redemption request is charged pursuant to the following
schedule. This fee is to be applied first to pay organization and initial
registration costs of the Partnership and, thereafter, to the benefit of the
other Partners in proportion to their capital accounts.

      4% if such request is received prior to the end of the sixth month
after the commencement of trading.

      3% if such request is received during the seventh to twelfth months.

      2% if such request is received during the thirteenth to eighteenth
months.

      1% if such request is received during the nineteenth to twenty-fourth
months.

      0% thereafter.

4.    FEES

      The Fund was charged the following fees on a monthly basis since the
commencement of trading on November 14, 1996.

      A management fee of 4% (annual rate) of the Fund's net assets allocated
to each CTA to trade was paid to each CTA and 2% of the Fund's net assets
allocated to all CTA's was paid to the Fund's Corporate General Partners.

      An incentive fee of 15% of "new trading profits" was paid to each CTA.
"New trading profits" included all income earned by a CTA and expense
allocated to his activity.  In the event that trading produced a loss, no
incentive fees were paid and all losses were carried over to the following
months until profits from trading exceed the loss.  It was possible for one
CTA to be paid an incentive fee during a quarter or a year when the Fund
experienced a loss.






                                    F - 8


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 2000, 1999 AND 1998

4.    FEES-CONTINUED

      The Fund paid fixed commissions of 12% (annual rate) of assets assigned
to be traded, payable monthly, to the introducing broker affiliated with the
General Partners.  The Affiliated Introducing Broker paid the costs to clear
the trades to the futures commission merchant and all PIT Brokerage costs
which included the NFA and exchange fees.


5.    REALIZED GAIN ON EXCHANGE RATE FLUCTUATIONS

      Certain trades executed by the Fund were denominated in foreign
currencies.  Gains and losses on these transactions were recorded as futures
trading gains or losses at the U. S. dollar equivalent on the date the trade
was settled.  Exchange rate fluctuation gain or loss was reflected when
residual amounts of foreign currencies were reconverted to U. S. dollars.

6.    PLEDGED ASSETS

      The U. S. Treasury Obligations and cash in trading accounts were
pledged as collateral for commodities trading on margin.


7.    CONCENTRATIONS OF CREDIT RISK

      The Fund maintained its cash balances at a high credit quality
financial institution.  The balances may, at times, exceed federally insured
credit limits.

8.    OFF BALANCE SHEET RISK

      As discussed in Note 1, the Fund is engaged in speculative trading of
futures contracts in commodities.  The carrying amounts of the Fund's
financial instruments and commodity contracts generally approximate their
fair values at December 31.  Open commodity contracts had a gross contract
value of $136,800 on short positions at December 31, 1999.  There were no
open commodity contracts as of December 31, 2000 and 1998.











                                    F - 9


                      FREMONT FUND, LIMITED PARTNERSHIP
                       (An Indiana Limited Partnership)

                        NOTES TO FINANCIAL STATEMENTS

                       DECEMBER 31, 2000, 1999 AND 1998

8.    OFF BALANCE SHEET RISK - CONTINUED

      Although the gross contract values of open commodity contracts
represent market risk, they do not represent exposure to credit risk, which
is limited to the current cost of replacing those contracts in a gain
position.  The unrealized gain (loss) on open commodity future contracts at
December 31, 1999 was $(4,125).  There was no unrealized gain (loss) on open
commodity futures contracts at December 31, 2000 and 1998.

9.    SUBSEQUENT EVENT - DISSOLUTION OF PARTNERSHIP

      As discussed in Note 1, the Fund closed trading in August 2000 and
distributed out all but a residual amount of partner interests as part of a
dissolution of the partnership.  In March, 2001 after the final accounting
for the fund all outstanding bills were paid and residual checks were sent
out to the partners of record as of August 31, 2000.  In accordance with
generally accepted accounting principles, the books and records of the Fund
have been adjusted for the subsequent event.  Below is a proforma of the
balance sheet as of December 31, 2000 (before the dissolution of the Fund).

           ASSETS

            Cash                                   $  24,808

           LIABILITIES AND PARTNERS' EQUITY

           LIABILITIES

            Accrued incentive fees payable         $   2,647
            Accrued accounting and professional
             fees payable                             17,236
            Residual partner redemptions payable       4,925

           Total Liabilities                          24,808

           PARTNERS' EQUITY

            Limited partners - (0 units)                   0
            General partner - (0 units)                    0

           Total Partners' Equity

           Total Liabilities and Partners' Equity   $ 24,808





                                    F - 10